Unofficial English translation of Statutes of FREEDOM FOR EURASIA (original in German)
Section 1: Name, registered office and area of activity
- The association’s official name is “FREIHEIT FÜR EURASIEN”(English: ” FREEDOM FOR EURASIA”, Russian: “СВОБОДА ЕВРАЗИИ”.
- It is based in Austria, and works internationally.
- The establishment of branch associations is possible.
Section 2: Purpose
The association ” FREEDOMFOR EURASIA” (eng. ” FREEDOM FOR EURASIA)“is a politically and religiously independent non-governmental human rights organization whose activity is not aimed at profit. Its purpose is to inform the international community of the observance of fundamental civil and political rights in the Eurasia region, to monitor the actions of governments and to assess whether governments are complying withthe country’s international obligations, in particular with regard to human rights. The purpose of the association is alsoto educateabout rights and current humanrights violations, to stand up for the observance of human rightsand the victims of human rights violations, and to support local and regional activists and organizations for the observance of human rights. In order to support these purposes, financial resources will also be raised through donations.
The organization is based in Austria and operates internationally
Section 3: Means of achieving the purpose of the association
- The purpose of the association is to be achieved by the ideal and material means referred to in paragraphs 2 and 3.
- Serve as an ideal means
- Analysis of violations by state bodies and civil servants against citizens.
- Directly with governments and decision-makers and through public campaigns.
- Support and expertise.
- Training, transfer of know-how and organisationservices should be provided by localand human rights activists.
- Research and investigative activities to combat corruption and promote the rule of law in the region
- The necessary material resources are to be raised by:
- Membership fees and membership fees
- Grants from donor organisations
Section 4: Types of membership
- The members of the association are divided into ordinary, extraordinary and honorary members.
- Ordinary members are those who participate fully in the work of the association. Extraordinary members are those who promote the association’s activities primarily by paying an increased membership fee. Honorary members are persons who are appointed for special services to the association.
Section 5: Acquisition of membership
- Members of the Association may become any physical person who supports the purpose and values of the organization and the values of international human rights treaties and is willing to work for these purposes.
- The Board of Directors decides on the admission of ordinary and extraordinary members. Admission may be refused without giving reasons.
- Until the formation of the association, the provisional admission of ordinary and extraordinary members is carried out by the founders of the association, in the case of an already appointed board of directors by the association. This membership only takes effect with the formation of the association. If a board is appointed only after the formation of the association, the (definitive) admission of ordinary and extraordinary members until then by the founders of the association takes place.
- The appointment as an honorary member shall be made at the request of the Executive Board by the Annual General Meeting.
Section 6: Termination of membership
- Membership expires by death, in the case of legal persons and legal partnerships, by loss of legal personality, by voluntary withdrawal and by exclusion.
- The resignation must be notified to the Executive Board in writing at least one month in advance. If the notification is delayed, it will not take effect until the next withdrawal date. The date of the postal task is decisive for timeliness.
- The Board of Directors may exclude a member if, despite a written warning twice, the member is in arrears for more than six months with the payment of the membership fees, subject to a reasonable grace period. This does not affect the obligation to pay the membership fees that have become due.
- The exclusion of a member from the association may also be ordered by the Board of Directors for gross violation of other member obligations and for dishonorable conduct.
- The withdrawal of honorary membership may be decided by the General Meeting on request of the Board of Directors for the reasons set out in paragraph 4.
Section 7: Members’ Rights and Obligations
- The members are entitled to participate in all events of the association and to claim the facilities of the association. Voting rights in the General Assembly as well as the right to vote and stand as a candidate are only available to ordinary and honorary members.
- Each member is entitled to require the Executive Board to comply with the Articles of Association.
- At least one tenth of the members may require the Board of Directors to convene a General Meeting.
- The members are to be informed at each general meeting by the Board of Directors about the activities and financial situation of the association. If at least one tenth of the members so request, stating reasons, the Board of Directors shall also provide such information to the members concerned within four weeks.
- The members must be informed by the Executive Board about the audited clearance of accounts (accounting). If this is done in the Annual General Meeting, the auditors shall be involved.
- The members are obliged to promote the interests of the association to the best of their ability and to refrain from anything that could destroy the reputation and purpose of the association. They must observe the statutes of the association and the decisions of the association bodies. The ordinary and extraordinary members are obliged to pay the membership fee and membership fees on time at the amount decided by the General Assembly.
Section 8: Association bodies
The organs of the association are the General Meeting (Sections 9 and 10), the Board of Directors (Sections 11 to 13), the auditors (Sections 14) and the arbitral tribunal (Sections 15).
Section 9: Annual General Meeting
- The General Assembly is the “General Assembly” within the meaning of the Association Act 2002. An annual annual general meeting is held.
- An extraordinary General Meeting will take place at
- Resolution of the Board of Directors or the Annual General Meeting,
- written request from at least one tenth of the members,
- Request of the auditors (Section 21 (5) first sentence of VereinsG),
- Decision of the/s auditor/s (Section 21 (5) second sentence VereinsG, section 11 (2) third sentence of these statutes),
- Decision of a court-appointed curator (Section 11(2) last sentence of these Statutes)
within four weeks.
- All members must be invited to the ordinary and extraordinary general meetings at least two weeks before the date in writing, by fax or by e‑mail (to the fax number or e‑mail address provided by the member to the association). The meeting of the General Assembly shall be made with an indication of the agenda. The convening is carried out by the Board of Directors (paragraph 1 and paragraph 2 lit. a – c), by the auditor (paragraph 2 lit. d) or by a court-appointed curator (paragraph 2 lit. e).
- Proposals for the Annual General Meeting must be submitted to the Board of Directors in writing, by fax or by e‑mail at least three days before the date of the Annual General Meeting.
- Valid decisions, with the exception of those relating to a request for the convening of an extraordinary general meeting, can only be taken on the agenda.
- All members are entitled to participate in the General Assembly. Only the ordinary and the honorary members are entitled to vote. Each member has one vote. The transfer of voting rights to another member by means of a written authorisation is permitted.
- The General Assembly has a quorum regardless of the number of people who have appeared.
- Elections and resolutions in the General Assembly are usually held by a simple majority of the valid votes cast. However, decisions to amend the statute of the association or to dissolve the association require a qualified majority of two-thirds of the valid votes cast.
- The General Assembly is chaired bytheChairman/Chairwoman, in whose prevention his/e/her/e deputy. Although this is also prevented, the oldest member of the Board of Management present in years presides.
Section 10: Tasks of the General Assembly
The following tasks are reserved for the General Meeting:
- decision on the estimate;
- receipt and approval of the accountability report and the clearance of accounts, involving the auditors;
- election and dismissal of the members of the Board of Directors and auditors;
- Approval of legal transactions between auditors and the association;
- Discharge of the Executive Board;
- fixing the amount of the membership fee and membership fees for ordinary and extraordinary members;
- Awarding and withdrawing honorary membership;
- Resolution on amendments to the Articles of Association and the voluntary dissolution of the association;
- Advice and decision-making on other issues on the agenda.
Section 11: Board of Directors
- The Executive Board consists of six members, namely chairman/chairwoman and deputy, secretary and deputy, as well as cashier and deputy.
- The Board of Directors is elected by the General Meeting of The Board of Directors. In the event of the resignation of an elected member, the Executive Board has the right to co-opt another electable member in his place, for which subsequent approval must be obtained at the next General Meeting. If the Board of Directors fails without self-addition by co-opting at all or for an unpredictably long time, each auditor is obliged to convene an extraordinary general meeting immediately for the purpose of re-electing a board of directors. Should the auditors also be incapacitated, any ordinary member who recognises the emergency situation must immediately request the appointment of a curator to the competent court, who must immediately convene an extraordinary general meeting.
- The term of office of the Executive Board is two years; Re-election is possible. Every function on the Board of Directors must be exercised personally.
- The Board of Directors shall be convened by the Chairman of the Board of Supervisors, in writing or orally, if prevented by his/her deputy. If this is also prevented for an unpredictably long time, any other member of the Board of Management may convene the Board of Management.
- The Board of Directors shall have a quorum if all its members have been invited and at least half of them are present.
- The Board of Directors shall take its decisions by a simple majority of votes; in the event of a tie, the vote of the chairman shall be decisive.
- The chairman/chairwoman presides over the event of his/e/her/e deputy being prevented from doing so. If this is also prevented, the chairmanship is the responsibility of the oldest member of the Board of Management present in years or of the member of the Board of Management, whom the other members of the Board of Management determine by a majority.
- Except through the death and expiry of the term of office (paragraph 3), the function of a member of the Board of Management ceases to function by dismissal (paragraph 9) and resignation (paragraph 10).
- The Annual General Meeting may at any time remove the entire Board of Directors or individual members of its members. The dismissal takes effect with the appointment of the new Executive Board member.
- The members of the Board of Management may declare their resignation in writing at any time. The resignation shall be addressed to the Executive Board in the event of the resignation of the entire Executive Board to the Annual General Meeting. The resignation shall only take effect with the election or co-optation (paragraph 2) of a successor.
Section 12: Tasks of the Board of Management
The board is responsible for the management of the association. It is the “governing body” within the meaning of the Association Act 2002. He is assigned all tasks that are not assigned to another association body by the statutes. In particular, it covers the following matters:
- establishment of an accounting system in accordance with the requirements of the association, with an ongoing record of the revenue/expenditure and the keeping of a list of assets as a minimum requirement;
- preparation of the annual estimate, the accountability report and the clearance of accounts;
- Preparation and convening of the General Assembly in the cases of Section 9 (1) and (2) lit. a – c of these Articlesof Association;
- information to the members of the association about the activities of the association, the association’s activities and the audited clearance of accounts;
- management of the association’s assets;
- admission and exclusion of ordinary and extraordinary members of the association;
- Admission and termination of employees of the association.
Section 13: Special conditions of individual members of the Board of Management
- The chairman/chairwoman manages the day-to-day business of the association. The secretary supports thechairman/obfrau in the management of the association business.
- The chairman/chairwoman represents the association to the outside world. Written copies of the association must bevalid for the signatures of thechairman/chairwoman and the secretary/secretary, in monetary matters (asset dispositions) of the chairman/chairwoman and the cashier. Legal transactions between members of the Board of Management and the Association require the approval of another member of the Board of Management.
- Legal authorizations to represent the association to the outside world or to sign it for it can only be granted by the members of the Board of Management mentioned in paragraph 2.
- In the event of danger in default, the chairmanis entitled to make independent orders under hisown responsibility, even in matters that fall within the scope of the General Meeting or the Board of Management; in the internal relationship, however, these require subsequent approval by the competent association body.
- The chairman/chairwoman presides over the General Assembly and the Board of Directors.
- The secretary keeps the minutes of the General Meeting and the Board of Directors.
- The cashier is responsible for the proper payment of money of the association.
- In the event of prevention, the deputy shall replace the chairman/chairwoman, the secretary or the cashier.
Section 14: Auditor
- Two auditors are elected by the General Assembly for a period of two years. Re-election is possible. The auditors may not belong to any body, with the exception of the General Assembly, whose activities are the subject of the audit.
- The auditors are responsible for the ongoing audit of the business and the audit of the financial management of the association with regard to the regularity of the accounts and the use of the funds in accordance with the statutes. The Management Board shall provide the auditors with the necessary documents and the necessary information. The auditors must report to the Management Board on the results of the audit.
- Legal transactions between auditors and the association require approval by the General Meeting. In addition, the provisions of Sections 11 (8) to 10 apply to the auditors by analogy.
Section 15: Arbitration
- The internal arbitral tribunal is called upon to settle all disputes arising from the association relationship. It is a “conciliation institution” within the meaning of the Association Act 2002 and is not an arbitral tribunal in accordance with Sections 577 ff ZPO.
- The arbitral tribunal is composed of three ordinary members of the association. It is formed in such a way that a part of the dispute shall make a member of the Board of Directors a member a written arbitrator. Upon request by the Board of Directors within seven days, the other part of the dispute shall, on its part, nominate a member of the arbitral tribunal within 14 days. After agreement by the Board of Directors within seven days, the appointed arbitrators shall elect a third full member as Chairman of the Arbitral Tribunal within a further 14 days. In the event of a tie, the lot shall be decided among the proposed parties. The members of the arbitral tribunal may not belong to any body, with the exception of the General Assembly, whose activities are the subject of the dispute.
- The arbitral tribunal shall make its decision after the hearing of both parties in the presence of all its members by a simple majority of votes. It decides to the best of its knowledge and belief. His decisions are final within the club.
Section 16: Voluntary dissolution of the association
- The voluntary dissolution of the association can only be decided in a general assembly and only with a two-thirds majority of the valid votes cast.
- This general assembly also has to decide on the liquidation — provided that the association’s assets are available. In particular, it has to appoint a liquidator and take a decision to whom he has to transfer the remaining club assets after covering the liabilities.
- If the association is dissolved or annulled or if the previously valid beneficial association purpose no longer applies, the remaining association assets are to be used for non-profit, charitable purposes or church purposes within the meaning of §§ 34 BAO. As far as possible and permitted, it should fall to institutions that pursue the same or similar purposes as this association. If there is a benefit in accordance with § 4a EstG, the remaining assets of the association must be transferred to an institution that also has a benefit in accordance with § 4a EstG.
- The last association board has to notify the responsible association authority in writing of a voluntary dissolution within four weeks after the decision has been made.